<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number 0-25183
(Check one)
/ / Form 10-K and Form 10-KSB / / Form 11-K
/ / Form 20-F /X/ Form 10-Q and form 10-QSB / / Form N-SAR
For period ended: March 31, 2000
/ / Transition Report on Form 10-K and Form 10-KSB
/ / Transition Report on Form 20-F
/ / Transition Report on Form 11-K
/ / Transition Report on Form 10-Q and form 10-QSB
/ / Transition Report on Form N-SAR
For the transition period ended _____________________________________________
READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates
-------------------------
- -------------------------------------------------------------------------------
PART I
REGISTRANT INFORMATION
Full name of registrant: Venturi Technologies, Inc.
-------------------------------------------------------
Former name if applicable:
------------------------------------------------------
Address of principal executive office (STREET AND NUMBER):
763 North 530 East
Orem, Utah 84097
<PAGE>
PART II
RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 132b-25(b), the
following should be completed. (Check box if appropriate).
(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense.
/X/ (b) The subject annual report, semi-annual report, transition report
on Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof,
will be filed on or before the fifteenth calendar day following
the prescribed due date; or the subject quarterly report of
transition report on Form 10-Q, or portion thereof will be filed
on or before the fifth calendar day following the prescribed due
date; and
(c) The accountant's statement or other exhibit required by Rule
12(b)-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 11-K, 10-Q,
N-SAR or the transition report or portion thereof, could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
(See Attached)
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Randy K. Johnson (801) 235-9552
------------------ ----------- ------------------
(name) (area code) (telephone number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of
1940 during the preceding 12 months (or for such shorter) period that the
registrant was required to file such report(s) been filed? If answer is no,
identify report(s).
/X/ Yes / / No
(3) Is it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
If so, attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.
/ / Yes /X/ No
Venturi Technologies, Inc.
--------------------------------------------
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: May 12, 2000 By: /s/ Michael F. Dougherty
-----------------------------
Michael F. Dougherty, CEO
<PAGE>
PART III
of
FORM 12b-25
Notification of Late Filing
Venturi Technologies, Inc., a Nevada corporation (the "Company"), cannot
complete its report on Form 10-QSB for the quarter ended March 31, 2000 without
unreasonable effort and expense because of the following:
(A) The Company is in the process of moving its corporate headquarters
from Utah to Colorado. The accounting department completed its move to
Colorado on May 8, 2000. The move of the accounting department caused
a delay in accessing certain accounting records and documents needed
to timely prepare the Form 10-QSB.
(B) Management of the Company underwent a significant change during the
first quarter of 2000, which is the quarter to which the report on
Form 10-QSB relates. Specifically, on February 22, 2000 Michael F.
Dougherty joined the Company as Chief Executive Officer; on March 9,
2000 a new board of directors was appointed, and an audit committee of
the board was established for the first time; on March 28, 2000,
Stephen S. Abate joined the Company as Chief Financial Officer. The
transition of management has caused an unavoidable delay in preparing
the report on Form 10-QSB.
(C) During the first quarter of 2000, management of the Company decided to
attempt to sell or spin off the restoration portion of the Company's
business, which decision has caused some delay in completing the
applicable financial statements for the first quarter of 2000.
